Darling CFO receives share award, withholds for taxes

Darling Ingredients EVP and CFO Robert W. Day reported equity compensation activity in company common stock.

Rhea-AI Filing Summary

Darling Ingredients EVP and CFO Robert W. Day reported equity compensation activity in company common stock. He received 4,654 shares as a grant tied to performance shares for the 2023–2025 period, then had 2,026 shares withheld at a price of $51.92 per share to cover tax obligations. After these transactions, he directly holds 41,435 common shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Day Robert W

Role EVP Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4,654	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,026	$51.92	$105K

Holdings After Transaction: Common Stock — 41,435 shares (Direct)

Footnotes (1)

1. F1. Shares of common stock received by the reporting person upon vesting of performance shares related to the performance period from 2023 - 2025.

FAQ

What did Darling Ingredients (DAR) CFO Robert W. Day report in this Form 4?

Darling Ingredients CFO Robert W. Day reported an equity award and related tax withholding in company common stock. He received 4,654 shares from vested performance shares and had 2,026 shares withheld to satisfy tax liabilities, resulting in updated direct holdings.

How many Darling Ingredients (DAR) shares did the CFO receive as an award?

Robert W. Day received 4,654 shares of Darling Ingredients common stock. The award reflects performance shares that vested based on the company’s results over the 2023–2025 performance period, and it was recorded at no cash cost per share to him.

Why were 2,026 Darling Ingredients (DAR) shares disposed of in this filing?

The 2,026 Darling Ingredients shares were disposed of solely to cover tax liabilities. They were withheld by the issuer at a price of $51.92 per share, a routine mechanism where shares are surrendered instead of paying taxes in cash upon vesting.

What are Robert W. Day’s Darling Ingredients (DAR) holdings after these transactions?

After the grant and tax-withholding disposition, Robert W. Day directly holds 41,435 shares of Darling Ingredients common stock. This figure reflects his updated ownership following the vesting of performance shares for the 2023–2025 period and the related share withholding.

Does this Darling Ingredients (DAR) Form 4 show an open-market stock purchase or sale?

This Form 4 does not show an open-market trade. It reflects an equity compensation grant of 4,654 shares and a tax-withholding disposition of 2,026 shares, both routine events tied to the vesting of performance-based awards rather than discretionary market buying or selling.

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Accepted by SEC EDGAR 03/10/2026 - 05:09 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Day Robert W

(Last) (First) (Middle)

5601 N. MACARTHUR BLVD

(Street)

IRVING TX 75038

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DARLING INGREDIENTS INC. [ DAR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/09/2026		A		4,654(1)	A	$0	43,461	D
Common Stock	03/09/2026		F		2,026	D	$51.92	41,435	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares of common stock received by the reporting person upon vesting of performance shares related to the performance period from 2023 - 2025.

	/s/ Teun Tchornobay as Attorney-in-Fact for Robert Day	03/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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